In 1988, Atwater and George W. Bush rode shotgun to use gutter -- and particularly racist -- tactics to propel George Herbert Walker Bush into the White House.

Atwater is the sleaze operative role model and mentor of Karl Rove. Steve Schmidt, who heads the McCain campaign, is his direct descendant in the scurrilous politics of demagoguery.

Filmmaker Stefan Forbes spent a couple of years, on a bare bones budget, putting together a powerful documentary about the enigmatic Atwater, who eagerly exploited race while playing the blues with a largely black band when he wanted to relax.

This is a riveting documentary that ultimately leaves the viewer wondering about whether Atwater was amoral or immoral.

But it doesn't really matter, because his legacy is toxic, despite his deathbed desire to have those he blindsided forgive him.

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BuzzFlash: What does watching "Boogie Man" reveal to us about the conduct of the McCain campaign in 2008?

Stefan Forbes:"Boogie Man" exposes the power and complexity of the Atwater playbook which has been winning elections for the Republicans since 1980 and has kept McCain within striking distance of Obama. It's astounding how Atwater and his descendants have been able to win elections and dominate the national conversation with such unlikable, elitist, scandal-ridden candidates as George H.W. Bush. They're so much better at spinning! They understand the culture war so much better than their Democratic opponents, and they know how to use wedge issues that short-circuit voters' rational minds and appeal to their emotions.

The untruthfulness and racism of this stuff is astounding, but without the global financial disaster this race would be very close. Back in 2000, McCain said there was a special place in hell for people like Atwater's protégés who used racist fear tactics on him in South Carolina. Now he's hired many of those same people to do the exact same thing to Obama! The hypocrisy is actually quite funny. There's a lot of dark humor in "Boogie Man."

Making the film was a detective story; I wanted to know how Atwater helped push American politics so far to the right. Lee's closest friends like Ed Rollins and Mary Matalin explain his appeals to Southern class resentments, while journalists like Sam Donaldson, Howard Fineman and Joe Conason reveal how Atwater cannily exploited the vulnerabilities of the political media. McCain's campaign, with its relentless drumbeat of fear-and-smear politics, is showing how Atwater's legendary ability to change the subject, spin the media, and demonize the other side may be the last, best hope of a threadbare Republican Party.

BuzzFlash: A lot of people, even in the mainstream media, have forgotten about Lee Atwater. Why did you become interested in doing a documentary about a political operative who died of brain cancer in 1991?

Stefan Forbes: Because Atwater's playbook has been winning elections for the GOP even after his death. One of his most powerful weapons was to encourage the mockery and cynicism of the Washington press corps. When Mike Dukakis wore a funny-looking tank helmet in 1988, Atwater's team ran the famous Tank Ad mocking the Governor, with a long crawl listing all the weapons systems he had supposedly opposed.

I was shocked to discover that the ad was completely deceptive - Governors don't vote on national defense. But the powerful visual and Atwater's mockery short-circuited any rational discussion. The press eagerly went along with the phony narrative and never really vetted the ad. Why has nobody really examined this? It's disturbing that a half-witted documentary filmmaker like myself has to raise issues that the great political historians have ignored.

Atwater was long gone in 2000, but the media's learned appetite for mockery did a number on Al Gore. Reporters like Maureen Dowd spent much of the campaign ridiculing him for supposedly claiming to create the Internet, or rolling his eyes during a debate, while failing to scrutinize W's National Guard record or his preparation for the job as President.

Again in 2004, the press failed to examine the Swift Boat ads for a crucial 3 weeks while rebroadcasting the ads and giving equal weight to both sides' claims. They've come to believe it's ‘objective' if they give equal airtime to lies and the truth. The Swift Boat ads were made by some of the same Republican operatives that made the equally offensive Willie Horton ad. Atwater taught his party how to use the media as an echo chamber.

BuzzFlash: You spent two years working on this documentary and managed to produce a captivating film on a shoestring budget. How did you pull it off?

Stefan Forbes: Thanks. Atwater's life is so dramatic, and the scams he pulled off were so fascinating to me, that I had to just keep working around the clock on it. When we ran out of money, my Emmy and Peabody Award-winning producer Noland Walker, who played a key role in getting the movie off the ground, had to take other work. He flew off to direct a movie abroad and I had to shoot most of the film myself and edit it on my laptop.

It's cool that film production equipment has gotten more affordable, but it's still incredibly labor-intensive. I had a great archival researcher, Elissa Birke ("Enron: Smartest Guys in the Room") and I drove her crazy hunting through hundreds of hours of footage until I ran out of money and she took another project. I kept searching through the networks' archives until my eyes were bleeding, because there are so many fascinating, telling bits of footage that had never been seen. Even well-known moments like Bush's inaugural speech have been misreported. Far from being kinder and gentler, it was actually laden with virulent race-baiting rhetoric which we expose in "Boogie Man."

I had similar surprises with the Tank Ad, the Revolving Door ad, with Reagan's 1980 Presidential campaign - it's shocking how badly historians and the media have mis-reported some of the most famous moments in American politics.

At times I felt I was searching through the Bush family's private home movies. I basically staggered to the finish line with some dedicated interns helping from time to time. It was brutal hours but by then I was hooked on the story and I figured I'll just sleep when I'm dead. Which may be sooner rather than later.

BuzzFlash: Atwater had such an outgoing, Puckish personality, he is hard to dislike in your film. He doesn't evoke the same sort of visceral loathing that his protégé Karl Rove does. In fact, his black musician friends speak highly of him as a friend in "Boogie Man." In light of this, do you think Atwater was amoral or immoral?

Stefan Forbes: His closest friends, like legendary Republican dirty trickster Roger Stone, say he was utterly amoral. He would do whatever it took to win, which actually reflects on us, doesn't it? One of my many surprises was discovering, behind the political assassin schtick, the vast reservoir of Southern charm. That's part of what made Lee Atwater so effective.

I've gotten criticized by some on the left for crafting too sympathetic a portrait. But I felt that demonizing him would just let all of us off the hook for our complicity in the success of his tactics. Isn't it more interesting to explore what made the guy tick? Atwater is such a complex character; a rough-edged Southerner with a bone-deep resentment of elites, who goes to work for George H.W. Bush, the WASPiest guy on earth. Atwater worships African-American musicians like James Brown and BB King, yet runs the most racist Presidential election in 150 years. He puts the GOP squarely in the hands of the most right-wing evangelicals, yet privately mocks them as freaks with third eyes and hands growing out of their heads. Now that's inner conflict!

BuzzFlash: What does it say about George W. Bush that Atwater and he were such kindred spirits in the 1988 campaign?

Stefan Forbes: It was great to discover never-before-seen footage of W. with Lee on the campaign trail, at first a deer in the headlights, then finding his feet as the cocky, trash-talking, joke-telling guy America wanted so badly to have a beer with. (A non-alcoholic beer, of course.) You actually see the changes in W and his father onscreen as Atwater teaches them how to shed their Eastern elite inhibitions and fight like hard-knuckled Southerners.

BuzzFlash: As a follow-up, both Bushes relied on cutthroat, Swift-boating operatives (Atwater and Rove) to achieve their presidential victories. What does this say about the "genteel" "thousand points of light" of Bush senior and the "compassionate conservatism" of Bush Jr.?

Stefan Forbes: That it's complete, utter horse pucky - they'd do whatever it took to win. We forget that Poppy Bush ran the CIA. He wasn't really a wuss; he just played one on TV. Tucker Eskew, a one-time Atwater intern who went on to run communications in W's 2000 war room and is now a Senior Advisor to the McCain/Palin campaign, says Atwater taught the GOP that "perception is reality," Which is profoundly cynical, isn't it? Atwater is the P.T. Barnum of American politics. He gave Rove and a whole generation of young Republicans the guiding principle they took with them into the White House: The truth doesn't matter.

BuzzFlash: Back to the 2008 McCain campaign. Atwater was a master at knowing how to code the race issue. This reached its apogee in the infamous "Willie Horton" ad. Atwater was from the South and started his political career working for Strom Thurmond, yet he doesn't feel like a racist. It just appears that he knew stirring up the reptilian emotions of race would help his candidates. Do you think that he was racist?

Stefan Forbes: I think the term itself is mostly meaningless: extremely few Americans in this day and age are completely "racist" or non-racist. Most of us consciously abhor racism but are brought up with a massive amount of misinformation that takes a long time to recognize and replace. I think it's more interesting to study why racial lies persist: because they're so helpful to those in power. Race is the all-purpose blame-shifter and obfuscator in American political life. It has been the lynchpin - pun intended - of the GOP's electoral success since Nixon.

The Republicans learned to manipulate white Americans' resentment at affirmative action and other meager yet often ham-fisted efforts that tried to redress race-based inequality in American life. Things like busing, welfare, and affirmative action could whip white voters into a froth about the Democrats. If working people could be kept resentful of the free ride African-Americans on welfare were supposed to be getting, they wouldn't raise a ruckus about things like corporate welfare.

Ever since Nixon, GOP political ads have given crime a black face, and white people in America stay scared of black people. Meanwhile, we never really examine why we're the most violent nation on earth. Racism is useful. Why do you think the McCain campaign is currently swamping the media with lies about how ACORN's minimal voter registration irregularities will translate into massive voter fraud? To legitimize their continuing efforts to disenfranchise poor and minority voters.

Atwater exposed the subliminal ways that race is talked about in an interview with historian Alexander Lamis. He said "you can't just say ni**er, ni**er, ni**er" any more", so you talk about welfare queens or ACORN. Atwater knew that if you don't keep it subtle, this stuff will offend voters. But in its desperation the McCain campaign has been jumping the shark on coded racial messages. When McCain says Obama will turn the IRS into a welfare agency it's too transparently ugly a statement to fool the modern voter.

For the last 400 years, business interests have been afraid that working white people, especially in rural areas, would see through all this fear mongering and misinformation and unite with working black people to limit corporations' power. Can you imagine the possibilities?

BuzzFlash: Was success at his "craft" the absolute key driving force behind Atwater? Nothing appeared to get in his way, including stabbing his boss in the Reagan Administration, Ed Rollins, in the back. Did Atwater have any ideology besides winning at any cost?

Stefan Forbes: No, he didn't. That cynicism might be what made Atwater so effective as an operative; there were no deeply held beliefs blinding him to the realities of the battlefield. No tactics were off the table. That obsession with winning at any cost is so American. We're taught it in Little League, in the sports we obsess over, in our movies about amoral gangsters. America has always loved a gangster. In "Boogie Man" I sought to examine Atwater's image as this ruthless political assassin, in hopes that we could learn something about ourselves.

BuzzFlash: Can you explain the importance of his first big victory when he used the phrase "hook him up to jumper cables" and its implications for the 1988 campaign?

Stefan Forbes: Atwater instinctively knew how a sticky phrase could become irresistible to the media and divert a campaign away from the issues. He didn't just paint Tom Turnipseed, his Democrat opponent, as mentally unstable; he used a phrase that was so colorful it's still repeated in South Carolina today. Of course, distorting the conversation to such an extent, he won. Similarly, in "Boogie Man" Bob Novak reveals, for the first time, how Atwater incessantly tried to plant the phony story that Mike Dukakis suffered from mental illness. Novak proudly states that while he may have a weakness for ‘exclusive', unsourced stories, he managed to avoid getting suckered on that one. (That line gets a big laugh from viewers familiar with the Plame Affair).

After Atwater's leaks, the Bush campaign seems to have gotten a White House reporter to ask Reagan about the rumors at the end of a press conference. Reagan told the national press 'I'm not going to pick on an invalid,' ensuring that Dukakis' mental health would hit the front page and hurt him in the polls. Savage stuff. But the Republicans have been repeatedly rewarded for such tactics by the press and the voters.

BuzzFlash: How did Atwater achieve his "insight" into appealing to the basest instincts of the white working class voter?

Stefan Forbes: People assume it came easily, but although Atwater was born into the heart of the Southern middle class, he actually spent hours in places like K-Mart talking to people. He had a real talent that his Inside-the-Beltway Democratic contemporaries lacked for listening to peoples' hopes and fears. He ‘got' the way they lived their lives, and came to believe that you had to pitch your appeals at the level of the National Enquirer to reach the heartland. With the presciently smarmy tenor of his heavily-funded attacks on Bill Clinton from the RNC in 1989, Atwater bears a good deal of blame for the ensuing tabloidization of the American political media.

BuzzFlash: Atwater allegedly repented of his vilest campaign tactics before he died from brain cancer at the age of 40. Do you believe that he was sincere?

Stefan Forbes: I'd read in the national media that he'd repented for everything. But while making "Boogie Man" I learned the true story, which is infinitely more complex and interesting.

America likes nothing better than a sinner who paints the town red on Saturday night and gets down on his knees Sunday to pray about it. But when you examine these supposed political redemptions, they're often a little short on substance. (Tom Turnipseed, who worked closely with George Wallace for years, told me he could never get Wallace to actually do anything to repay the harm he'd done to African-Americans beyond issuing vaguely-worded apologias.)

Similarly, Atwater apologized personally to some of his victims, but never repudiated negative campaigning, even as he was tormented by fears of eternal damnation. The fear he'd used to such great effect on the hearts of Americans came back on him with a vengeance. It's quite a story.

Then, in the crisis of the Florida recount, Rove went straight to the tricks he learned when Atwater stole the 1973 College Republicans election for him. It's one of the incredible, little-known stories we bring to light in "Boogie Man."

Hell, the GOP is even blaming the global financial crisis caused by credit swaps, blindingly corrupt deregulation, and greed and deceit in the mortgage-backed securities market on the very black homeowners who got defrauded out of their home investments by crooked mortgages!

If you really study the questions that a guy like Bob Schieffer was asking the candidates in the 3rd debate this year, it was the equivalent of shouting "Food Fight!" in the lunchroom.